Looking for a Dress
by 12 Withering Roses
Summary: It's funny how you can never seem to find what you're looking for. It's also funny how, while you're looking, you always seem to find something you never intended to. Rated T for angsty goodness. Deals with death. Now with 100% less typos. I think...


Disclaimer: I own only my creative thought process and mega teen angst. Nuff said.

Carly pawed gently, tentatively, through one of the many dusty boxes stacked in the back corner of her and Spencer's storage locker in the basement of Bushwell Plaza. One of many boxes that had remained untouched for several years. One of many boxes haphazardly labeled 'Mom' with black permanent marker.

Carly let out a loud sigh and, not finding what she was looking for, gently folded the top of the box closed and reached for another. The thick, undisturbed layer of dust that sat on top of each new box she opened was a testament to how long they'd been neglected. Softly, almost as if she were afraid the box and its precious contents might disintegrate at the slightest touch, Carly carefully brushed away the dust and opened the box, peering curiously at its contents. She knew immediately that what she was searching for wasn't in there, but her interest was piqued by the shoe box marked 'photos'. She pulled it out and carefully set the bigger box aside before she removed the top of the shoe box and began pulling out photographs, looking at each one in awed fascination, as though it were some sort of ancient relic. Some of the photographs were of her and Spencer when they were little. Many of them were of her father. All of them contained her mother.

Carly stared in wonder at many of the photographs of her and her mother, trying vainly to resurrect the memories captured in each frame. It was no use, though; she'd been so young at the time. All of these photos had been taken before she was even two years old.

She was so caught up in her exploration of every tiny detail of each photograph that she failed to hear the soft yet heavy footsteps on the creaky stairs leading to the basement of Bushwell.

"Carly?"

Carly jumped up, scattering the photographs in her hands and overturning the shoe box.

"Whoa, Carly, calm down. It's just me."

"Freddie!" Carly breathed, when she was finally able to find her breath. She swallowed hard, trying to slow her heart, which was pounding as though she'd just run a marathon. She paused briefly before speaking again. "Jeez, you almost gave me a heart attack! What are you doing down here?"

"I was looking for you. I wanted to talk to you about upgrading some of the iCarly tech. Spencer told me you were down here." He shot her a side ways smile as he made his way toward her storage container. "I'm sorry. I didn't mean to scare you."

"Oh, it's okay." Carly assured him, bending down to pick up the photos that had fallen out of the shoe box. Freddie stooped to help her. "I was just looking at some old pictures...I got so caught up in them that I didn't even notice you were there."

Freddie picked up a photo of Carly on her first birthday. A young woman, mid-twenties to early thirties and bearing an uncanny resemblance to Carly, was holding her, smiling brightly, while baby Carly shoved an icing-covered fist into her mouth. He flipped it over. On the back, in loopy cursive, a date, 'Carly's First Birthday', and 'Carly and Mommy' was neatly written. He flipped the picture back over and took another look. The woman was stunning. Just like her daughter.

"She's beautiful." Freddie said quietly.

"Hmm?" Carly asked, looking up at him. Freddie gave her an apologetic smile, unsure whether or not he was supposed to see the picture and handed it to Carly, along with the handful of others he'd collected off the concrete.

"Your mother. She was gorgeous."

Carly gave him a sad smile and went on picking up pictures in silence. Freddie debated whether or not he should say what he was thinking. He decided to go ahead and say it.

"You look just like her."

Carly offered him another sad smile. "So I've heard."

There was another long moment of silence. Freddie decided it was time to change the subject.

"So...what're you doing down here, anyway?"

Carly finished picking up the photographs, tucked them neatly into the shoe box, and put the shoe box into the box she'd found it in. She carefully folded up the top of that box and positioned herself cross-legged on the cold concrete floor. Finally, when she was settled, she took a breath and then answered.

"I'm looking for a dress." She said, "For Homecoming. I was talking to Spencer about buying a new dress, and he suggested I wear one of mom's old ones instead. He told me about one of the red satin dresses she used to wear to parties. The way he described it, it sounds perfect. He said I'm just about her size now, so it should fit. I wanted to find it and make sure."

Freddie just nodded. "You want some help?"

Carly gave him a grateful smile. "You know, I'd like that a lot."

There was a long silence as Freddie headed to the back of the storage area and began unstacking boxes.

"So..." Carly was the one to break the silence first. She shot him a glance over her shoulder. He looked up from the box in his hands and met her eyes. She tried to sound as casual as possible, so as not to betray her genuine interest. "Do you have a date to Homecoming?"

"Me? Nah." Freddie said, trying to sound nonchalant, "I was thinking of going stag. You?"

"Well, I've had some offers, but I haven't accepted any yet." Carly responded with a shrug, looking back down at the box she was currently searching.

"Oh, okay." Was all Freddie could manage to say. He smiled to himself as he returned to his work.

They spent the next half hour rummaging through boxes in silence, each lost in their own thoughts. Finally, when he could bear the silence no longer, Freddie spoke.

"So...I mean, if you don't mind me asking...your mom...how did she...you know..."

"Die?" Carly finished softly. She'd told Freddie and Sam that her mother was dead, but she'd never really spoken of it beyond that. She was silent for a long moment, contemplating whether or not she wanted to tell him anything. Freddie's face was open and compassionate as he regarded her patiently. When she didn't speak for a long while, Freddie backtracked.

"Look, I mean, if you don't want to talk about it, that's...that's totally cool, I understand. I didn't mean to be indelicate or anything."

"No, no, it's okay Freddie. I...uh...I'm not even really sure why I don't like to talk about it. I mean, I was barely even four years old when she died. I barely even remember her. So I'm not sure why it even bothers me so much."

"She was your mother, Carly. No matter how much or little you remember of her, it's still painful as hell to lose a parent."

Carly looked up at him questioningly. She wasn't sure if he'd just said what she thought he just said...

Freddie read her look.

"It happened when I was nine. My dad was a cop. Mom always hated it. She worried constantly about him. But he'd just smile and tell her that the good guys always win. I remember..." he smiled wistfully, lost in his memories, "I remember, just before he'd finish a day shift, he used to take me out in his cruiser. Sometimes he even let me ride in the back. I'd pretend I was a criminal mastermind caught red-handed trying to take over the world, brought down by the greatest cop in the history of cops."

"Wow, even as a kid you were mighty ambitious." Carly said. They both laughed. Then Freddie got serious again.

"Anyway...one day I got called out of class. Dad was first on scene at a liquor-store robbery. He tried to reason with the guy...turns out meth addicts can't be reasoned with. He shot my dad in the head. Dad never even saw it coming..." Freddie finished. There was a long pause before he continued. "After dad died, mom kinda went a little nuts. She went from being a concerned mother to an obsessively careful one. It's not her fault she's so overbearing...I'm all she's got left. She's afraid of losing me like she lost my dad. Anyway, since then, it's been just her and I. I guess my agreeing to all of her overprotective measures is kind of my way of taking care of her. It keeps her from losing it completely."

Carly was silent. He'd never spoken of his father before; now she understood why. She was surprised he'd been so willing to share with her. She just stared at Freddie, seeing him in a new light. He was kind, gentle; forced to grow up faster than he should have so that he could take care of his grieving mother. He'd seen the evils of the world at far too young an age. She felt tears pricking at her eyes at the thought that Freddie had lost a little piece of his innocence, along with his faith in humanity, because of his father's death. She saw Mrs. Benson differently as well. Not just as Freddie's OCD mom now, but rather, a widow trying to come to terms with her grief while doing everything she could to preserve her only son; everything she had left of her husband.

Freddie swallowed hard as he finished, trying to keep his own tears at bay as he relived in his mind the painful memory of the day he found out his father had died. Forcing himself back to the present, he saw tears beginning to fall down Carly's soft cheeks.

"Hey, don't cry." He whispered, carefully, timidly reaching out with his hand. Unexpectedly, she didn't try to pull away, and he wiped away her tears with his thumb. "It was eight years ago. I've learned to deal with it."

"You still shouldn't have had to find out so young how cruel the world is."

"Neither should you." Freddie replied softly.

"Cancer." Carly stated. Freddie nodded sympathetically. "She found out she had it shortly after my second birthday. She fought for two years. In the end, she just wasted away in a hospital bed."

Carly gave a soft, sad laugh.

"My only real memories of her are of when she was dying."

Freddie scooted closer to her and, when she didn't protest, wrapped his arms around her tentatively. She gave a loud sniff.

"After she died, dad was different. He looked at me differently. He wouldn't let me sit in his lap like he used to. He became...distant." Carly sighed, "I guess it's because I look so much like her. Even Spencer says so. Anyway, after a while, dad couldn't stand being at home. I must have reminded him too much of mom. He started putting in more and more hours at work. That's when Spencer took over...he was only 17 when mom died. He was _our age_. And yet, he practically raised me after her death."

"Your dad still loves you, Carly." Freddie said softly.

"I know." Carly said, "He tells me he loves me whenever he calls. I just wish he was capable of showing it."

"Everybody grieves in their own way, I guess." Freddie said wisely.

Carly smiled. Freddie loved it when she smiled.

"When did you become so wise, Fredward?"

"Same time the voice got lower." He responded with a smile. Carly laughed.

She stared at him for a long while, contemplating him. He stared back. Their faces were just inches apart.

She wasn't entirely sure when it had begun. Maybe it had been when he'd dumped Valerie because she'd wanted to take over iCarly. Or maybe it was when they'd shared that dance in the Groovy Smoothie. Or perhaps it was when she found out he'd given up his 'School at Sea' prize to help Sam. It had _definitely_ been there after he'd saved her life. However...or whenever...it had begun, Carly wasn't sure. But she had only just realized it. It had only just become the most obvious thing in the world. Freddie was an amazing guy. He'd loved her, unwaveringly, for all these years. And it had taken her until now to comprehend that what she felt for him, what she _had_ felt for him for so long now...it was more than friendship. It was love. She _loved_ Fredward Benson. What she'd felt after he'd saved her from that Taco Truck...it wasn't hero worship. It was real. After all...she'd just shared something so private, so intimate with him, that she hadn't even ever discussed it with Sam. She felt safe with him, comfortable with him...how could she have shared that with him if she hadn't felt so deeply for him.

Suddenly, without warning, she shocked both of them by closing the distance between their lips and kissing him passionately. He froze for a moment before melting into her embrace. Then she felt him become hesitant again, and he pulled away abruptly. He looked at her, confusion etched into his features, his eyes silently begging for something.

"Hold on, Carly. Wait. I just...is this because of what we just talked about? Is this because you're upset? Because Carly, you know how I feel about you, and I just-"

Carly gave him a small smile and shushed him with a finger on his lips.

"This, Freddie Benson, is not me acting out emotionally. It is not because of any emotional turmoil, confusion, or grief I may be feeling right now. This isn't some Freudian attempt to displace my need for my father's love onto you, either, if that's what you're thinking. This is me finally realizing how stupid I've been all this time. This is me, Freddie, realizing that I am absolutely, undeniably, head-over-heels in love with you. I don't even know how, or when, or why; all I know is that I've discovered that everything I felt for you after you saved me wasn't just me being overwhelmed with gratitude and emotionally confused. All I now is that you, Fredward Benson, are not foreign bacon."

Freddie went from shock to mirth in the span of a split-second. He laughed jovially at her comment, a sparkle in his eye that Carly had never noticed before now, but decided she liked very much. Then, Freddie pulled her gently to him and they resumed their kiss, their quest for the dress forgotten.

They were so caught up in their newfound favourite activity that neither one of them noticed the red satin material poking through the folded-down top of a nearby box.

AN: Well, I really hope this seems somewhat realistic; to me, it feels like the end moved a little too quickly. But hey, that's just me. I'm always overly critical of my own work, anyway. On another note, I'd just like to say that this idea has been floating around in my mind for a while now; particularly because I've always wondered what happened to Freddie's dad and Carly's mom. Plus, I thought it would be nice to give Mrs. Benson a break and give her a good reason to be all OCD about Freddie's safety. That way she doesn't look like a _total_ mental case. Anywho, that be about all I have to say on this matter. Reviews are always welcome. And encouraged. So please review. Even if it's just constructive criticism. Reviews give me validation as a writer. :D Until next time.


End file.
